Magnetic North Acquisition Corp. Announces Delay In Filing Of Annual Financial Statements And Application For Management Cease Trade Order

(MENAFN- GlobeNewsWire - Nasdaq) CALGARY, Alberta and TORONTO, May 08, 2025 (GLOBE NEWSWIRE) -- Magnetic North Acquisition Corp. (TSXV: MNC; MNC.PR.A) (“ Magnetic North ” or the“ Company ”) announces that it did not meet the filing date of April 30^th for filing of the following continuous disclosure documents (collectively, the“ Annual Filings ”):

• the Company's Annual Audited Financial Statements for the year ended December 31, 2024, as required by section 4.2 of National Instrument 51-102 – Continuous Disclosure Obligations (“ NI 51-102 ”);
• the Company's Management Discussion & Analysis for the year ended December 31, 2024, as required by section 5.1(2) of NI 51-102; and
• the Company's CEO and CFO certifications of annual filings relating to the Annual ‎Financial ‎Statements, as required by ‎National Instrument 52-109 – Certification of ‎Disclosure in ‎Issuers' Annual and Interim Filings.
  

The delay is due ‎to the continuing challenges the Company has encountered and has been working through with respect to completing a financing transaction to provide additional working capital to the Company. These challenges have now been addressed‎‎.The Company expects to complete an initial financing within five (5) to seven (7) business days and is currently completing the necessary documentation to facilitate the Closing. Accordingly, the Company has applied to the Alberta Securities Commission for a Management Cease Trade Order that will prohibit the management of the Company from trading in the securities of the Company until such time as the Annual Filings are filed. No decision has yet been made by the Alberta Securities Commission on this application. The Alberta Securities Commission may grant the application and issue the Management Cease Trade Order, or it may impose an issuer cease trade order if the Annual Filings are not filed in a timely fashion.

The Company continues to work to complete the Annual Filings. The 2024 audit is anticipated to commence in the last week of May. The Company expects to file the Annual Filings by June 30, 2025 and will issue a news release once the Annual ‎Filings have been filed‎. During the period of default and until filing of the Annual Filings, the Company intends to satisfy the provisions of the alternative information guidelines as required by National Policy 12-203 – Management Cease Trade Orders. The guidelines, among other things, require the Company to issue bi-weekly default status ‎reports, in the form of news releases, for so long as the Annual Filings have not been filed‎.

Until the Company has filed the Annual Filings, members of the Company's management and other insiders are subject to an insider trading black-out policy as per its internal Insider Trading Policy that is consistent with the principles in Section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. The Company confirms that, other than as disclosed in prior press releases and material change reports, there have been no material business developments since the filing on November 28, 2024 of the Company's latest interim financial reports for the period ended September 30, 2024. There are no insolvency proceedings involving the Company. ‎

About Magnetic North Acquisition Corp.

Magnetic North invests and manages businesses on behalf of its shareholders and believes that capital alone does not always lead to success. With offices in Calgary and Toronto, our experienced management team applies its considerable management, operations and capital markets expertise to ensure its investee companies are as successful as possible for shareholders. Magnetic North common shares and preferred shares trade on the TSX Venture Exchange under the stock symbol MNC and respectively. The TSX Venture recently announced that Magnetic North is a“2021 TSX Venture 50” recipient. For more information about Magnetic North, visit its website at . Magnetic North's securities filings can also be accessed at .

For further information, please contact:

Graeme Dick Investor Relations 403-451-0939 ...	Stephen McCormick VP, Capital Markets 403-451-0939 ...

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING INFORMATION

Certain statements in this news release are“forward-looking statements”, which reflect current ‎expectations of the ‎management of Magnetic North regarding future events or Magnetic North's ‎future performance. All statements other than ‎statements of historical fact contained in this news ‎release may be forward-looking statements. In particular, ‎forward-looking information and ‎statements herein include, but are not limited to, the filing of the Annual Filings, including the timing for the filing of the Annual Filings and the issuance of a Management Cease Trade Order in respect of the Company. Such forward-looking ‎‎statements involve known and unknown risks, uncertainties and other factors that may cause ‎actual results or ‎events to differ materially from those anticipated in the forward-looking ‎statements. Magnetic North believes that the ‎expectations reflected in such forward-looking ‎statements are reasonable, but no assurance can be given that these ‎expectations will prove to ‎be correct and such forward-looking statements should not be unduly relied upon. The ‎forward-‎looking statements are expressly qualified in their entirety by this cautionary statement. The ‎forward-‎looking statements are made as of the date of this news release and Magnetic North ‎assumes no obligation to update or ‎revise them to reflect new events or circumstances, except ‎as expressly required by applicable securities law. ‎Further information regarding risks and ‎uncertainties relating to Magnetic North and its securities can be found in the ‎disclosure ‎documents filed by Magnetic North with the securities regulatory authorities, available at ‎.‎

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